Item 2.01. Completion of Acquisition or Disposition of Assets.



On January 6, 2023, NewtekOne, Inc. (formerly known as Newtek Business Services
Corp.) (the "Company") completed the previously announced acquisition of the
National Bank of New York City ("NBNYC" and the "Acquisition," respectively), a
national bank regulated and supervised by the Office of the Comptroller of the
Currency, pursuant to which the Company acquired from the NBNYC shareholders all
of the issued and outstanding stock of NBNYC for $20 million. (See Stock
Purchase Agreement annexed as Exhibit 10.1 to the Company's Form 8-K filed with
the U.S. Securities and Exchange Commission (the "SEC") on August 2, 2021).
NBNYC has been renamed Newtek Bank, National Association ("Newtek Bank, N.A.")
and has become a wholly owned subsidiary of the Company. In connection with the
completion of the Acquisition, the Company has contributed to Newtek Bank, N.A.
$31 million of cash and two of the Company's subsidiaries, Newtek Business
Lending, LLC ("NBL") and Small Business Lending, LLC ("SBL"). The Company also
filed with the SEC a Form N-54C, Notification of Withdrawal of Election to be
Subject to the Investment Company Act of 1940, and ceased to be a business
development company as of January 6, 2023. As a result of the Acquisition, the
Company is now a financial holding company subject to the regulation and
supervision of the Board of Governors of the Federal Reserve System (the
"Federal Reserve") and the Federal Reserve Bank of Atlanta. The Company no
longer qualifies as a regulated investment company for federal income tax
purposes and no longer qualifies for accounting treatment as an investment
company. As a result, in addition to Newtek Bank, N.A. and its consolidated
subsidiaries, NBL and SBL, the following Newtek portfolio companies and
subsidiaries will now be consolidated non-bank subsidiaries in the Company's
financial statements: Newtek Small Business Finance, LLC; Newtek Merchant
Solutions, LLC; Mobil Money, LLC; CDS Business Services, Inc. d/b/a Newtek
Business Credit Solutions; PMTWorks Payroll, LLC d/b/a Newtek Payroll and
Benefits Solutions; Newtek Insurance Agency, LLC; Titanium Asset Management LLC;
Newtek Business Services Holdco 6, Inc; Newtek Commercial Lending, Inc.; Excel
WebSolutions, LLC; Newtek Technology Solutions, Inc and POS on Cloud, LLC, d/b/a
Newtek Payment Systems. In addition, as a result of commitments made to the
Federal Reserve, the Company will divest or otherwise terminate the activities
conducted by Excel WebSolutions, LLC and Newtek Technology Solutions, Inc.,
including its subsidiary SIDCO, LLC d/b/a/ Cloud Nine Services, within two years
of becoming a financial holding company, subject to any extension of the
two-year period.

Included as Exhibits 99.1 and 99.2 hereto are the financial statements and pro forma financial information required by Item 2.01.

Item 9.01 Financial Statement and Exhibits



(d)  Exhibits.


Exhibit Number                   Description

                   99.1            Audited fi    nancial statements of National Bank of New York
                                 Cit    y     as of     December 31, 2021 and 2020, and f    or each of
                                 the     fiscal     years ended December

31, 2021 and 2020 and the notes


                                     related     thereto.

                     99.2        Unaudited pro forma condensed combined

balance sheet of the Company as


                                 of September 30, 2022, giving effect to the Acquisition as if it had
                                 been completed on September 30, 2022, the unaudited pro forma condensed
                                 combined statements of operations for the nine months ended September
                                 30, 2022 and the fiscal year ended December 31, 2021, as if the
                                 Acquisition had been completed on January 1, 2021, furnished herewith.

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